Special Pass-Through Entity means a grantor trust, S corporation, or partnership (as determined, in each case, for Federal income tax purposes) where more than 50% of the value of any beneficial owner’s interest in such pass through entity is attributable to the pass-through entity’s interest in the Retained Note.
Special Pass-Through Entity. As defined in Section 2.4(j) of the AART Indenture. State: Any one of the 50 states of the United States of America or the District of Columbia.
Special Pass-Through Entity means a (i) grantor trust, S corporation (within the meaning of Section 1361(a)(1) of the Code), or partnership or (ii) a disregarded entity the sole owner of which is an entity described in prong (i), where (x) more than 50% of the value of a beneficial owner’s interest in such pass through entity is attributable to the pass-through entity’s interest (including through a disregarded entity) in the Certificates (or interests therein) or (y) it is or will be a principal purpose of the arrangement involving such pass through entity’s beneficial interest in any Certificate to permit any partnership to satisfy the 100 partner limitation of Treasury Regulation Section 1.7704-1(h)(1)(ii). 8 (Nissan 2016-A Amended & Restated Trust Agreement)
Examples of Special Pass-Through Entity in a sentence
With respect to any transfer for which the Opinion of Counsel provided pursuant to the preceding sentence is as described in clause (y), the sale or transfer of such Notes (A) must be to a Person who is a United States Person (within the meaning of Section 7701(a)(30) of the Code) and (B) may not be to a Special Pass-Through Entity.
More Definitions of Special Pass-Through Entity
Special Pass-Through Entity means a grantor trust, S corporation, or partnership (or a disregarded entity, the single owner of which is any of the foregoing) where more than 50% of the value of a beneficial owner’s interest in such pass through entity is attributable to the pass through entity’s interest in the Certificates.] [Each Certificateholder that is a United States person (as defined in Section 7701(a)(30) of the Code) shall deliver to the Owner Trustee, Paying Agent, and the Administrator on or prior to the date such person becomes a Certificateholder under this Agreement (and from time to time thereafter upon the reasonable request of the Owner Trustee, Paying Agent, or the Administrator), executed originals of Internal Revenue Service Form W-9 certifying that such Certificateholder is exempt from U.S. federal backup withholding tax. Each Certificateholder that is not a United States person (as defined in Section 7701(a)(30) of the Code) shall deliver to the Owner Trustee, Paying Agent, and the Administrator on or prior to the date such person becomes a Certificateholder under this Agreement (and from time to time thereafter upon the reasonable request of the Owner Trustee, Paying Agent, or the Administrator), executed originals of Internal Revenue Service Form W-8BEN, W-8BEN-E or W-8ECI, and to the extent such Certificateholder is not the beneficial owner of the Certificate, Internal Revenue Service Form W-8IMY accompanied by Internal Revenue Service Form W-8ECI, W-8BEN-E or W-8BEN. In the case of a Certificateholder that is not a United States person (as defined in Section 7701(a)(30) of the Code) and provides an Internal Revenue Service Form W-8BEN or W-8BEN-E, as applicable (or Internal Revenue Service Form W-8IMY accompanied with an Internal Revenue Service Form W-8BEN or W-8BEN-E, as applicable) under this Section 3.4(j) in order to claim the benefits of the exemption for portfolio interest under Section 881(c) of the Code (instead of, for example, claiming the benefits of an income tax treaty to which the United States is a party), such Certificateholder (or in the case of a Certificateholder providing such Internal Revenue Service Form W-8IMY, the beneficial owner of the Certificate) hereby represents and warrants that it is not a (i) “bank” within the meaning of Section 881(c)(3)(A) of the Code, (ii) “10 percent shareholder” of an obligor on a Receivable within the meaning of Section 881(c)(3)(B) or 871(h) of the Code (as the case may be) or (iii) “controlled forei...
Special Pass-Through Entity. A grantor trust, S corporation, or partnership where more than 50% of the value of a beneficial owner’s interest in such pass through entity is attributable to the pass-through entity’s interest in the Class B Note, Class C Note, and/or Class D Note, as applicable.
Special Pass-Through Entity means a grantor trust, S corporation, or partnership where more than 50% of the value of a beneficial owner’s interest in such pass through entity is attributable to the pass-through entity’s interest in the Retained Note. By acquiring a Note (other than a Retained Note), each initial purchaser, transferee and owner of a beneficial interest will be deemed to represent that either (1) it is not acquiring such Notes with the assets of a Plan or (2) the acquisition and holding of such Notes will not give rise to a non-exempt prohibited transaction under Section 406 of ERISA or Section 4975 of the Code or a violation of Similar Law. Each Retained Note will bear a legend reflecting such deemed representation. The preceding provisions of this Section notwithstanding, the Issuing Entity shall not be required to make, and the Note Registrar need not register, transfers or exchanges of any Note (i) selected for redemption or (ii) for a period of 15 days preceding the due date for any payment with respect to such Note.] The Indenture Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. Neither the Indenture Trustee nor any agent of the Indenture Trustee shall have any responsibility for any actions taken or not taken by DTC.
Special Pass-Through Entity. A grantor trust, S corporation, or partnership where more than 50% of the value of a beneficial owner’s interest in such pass through entity is attributable to the pass-through entity’s interest in [the Class B Note,] [Class C Note,] and/or [Class D Note,] as applicable.] Subordination Factor: As of any date, [•]%[; provided, however, that if on any Distribution Date, the Three Month Average Payment Rate is (i) less than [•]% but greater than or equal to [•]%, (ii) less than [•]% but greater than or equal to [•]%, or (iii) less than [•]%, then on the next Distribution Date, the Subordination Factor shall be increased by (i) [•]% over what it would have been had the Three Month Average Payment Rate been greater than or equal to [•]%, (ii) [•]% over what it would have been had the Three Month Average Payment Rate been less than [•]% but greater than or equal to [•]%, or (iii) [•]% over what it would have been had the Three Month Average Payment Rate been less than [•]% but greater than or equal [•]%, respectively; provided, however, that if after any such increase in the Subordination Factor, on any Distribution Date the Three Month Average Payment Rate as of such Distribution Date is, and the Three Month Average Payment Date with respect to each of the two prior Distribution Dates was, (i) greater than or equal to [•]% but less than [•]%, (ii) greater than or equal to [•]% but less than [•]% or (iii) greater than or equal to [•]%, then on the next Distribution Date, the Subordination Factor shall be decreased by (i) [•]% over what it would have been had the Three Month Average Payment Rate been less than [•]%, (ii) [•]% over what it would have been had the Three Month Average Payment Rate been less than [•]% but greater than or equal to [•]% or (iii) [•]% over what it would have been had the Three Month Average Payment Rate been less than [•]% but greater than or equal to [•]%, respectively[; provided, further, that the Depositor may, by delivering an Officer’s Certificate to the Indenture Trustee and the Rating Agencies prior to the date such increase was to become effective, elect to increase the Reserve Fund Required Percentage by an additional amount in percentage points equal to [•]%,[•]%, or [•]%, as applicable, pursuant to the proviso in the definition of “Reserve Fund Required Percentage” rather than increasing the Subordination Factor by an additional [•]%,[•]%, or [•]%, respectively]. In addition, the Depositor may (a) in its discretion increase t...
Special Pass-Through Entity. As defined in Section 2.4(j) of the AART Indenture. Sponsor: Ally Bank.
Special Pass-Through Entity. As defined in Section 2.4(j) of the CARAT Indenture.
Special Pass-Through Entity means a grantor trust, S corporation, or partnership where more than 50% of the value of a beneficial owner’s interest in such pass through entity is attributable to the pass-through entity’s interest in the Class B Note. By acquiring a Class A Note [or Class B Note], each initial purchaser, transferee and owner of a beneficial interest will be deemed to represent that either (1) it is not, and is not acquiring the notes on behalf of, or with the assets of a Plan or (2) the acquisition and holding of the Notes will not give rise to a non-exempt prohibited transaction under Section 406 of ERISA or Section 4975 of the Code or a violation of Similar Law. Each Class A Note [and Class B Note] will bear a legend reflecting such deemed representation. The preceding provisions of this Section notwithstanding, the Issuing Entity shall not be required to make, and the Note Registrar need not register, transfers or exchanges of any Note (i) selected for redemption or (ii) for a period of 15 days preceding the due date for any payment with respect to such Note.] By acquiring a Note, each initial purchaser, transferee and owner of a beneficial interest will be deemed to represent that either (1) it is not, and is not acquiring the notes on behalf of, or with the assets of a Plan or (2) the acquisition and holding of the Notes will not give rise to a non-exempt prohibited transaction under Section 406 of ERISA or Section 4975 of the Code or a violation of Similar Law. Each Note will bear a legend reflecting such deemed representation. The preceding provisions of this Section notwithstanding, the Issuing Entity shall not be required to make, and the Note Registrar need not register, transfers or exchanges of any Note (i) selected for redemption or (ii) for a period of 15 days preceding the due date for any payment with respect to such Note.